A Rare Festival
by SuperAlex64
Summary: On her way into town, Wish Bear meets a smiling bear in a very realistic scarecrow costume. (The Wishshine Scarecrow 2000 AU no one asked for)


**Dumb AU time! Yay! This is basically one based on this old Not Disney movie called 'The Scarecrow'. I'm still surprised this ended up being long.**

 **Remember, I like to use elements from different incarnations because... I dunno... I can *shrugs***

 **As always, I owns nothing**

* * *

It was rare for the bears and animals of Grizzleton to find anything to celebrate. Thanks to a certain local maniacal count and his obsessions, nobody had the time to be happy. Most of the bears and animals in town were dirt poor and had to wear patched up rags. They would work themselves to the bone just for pennies. Sure, there was a few that weren't in complete poverty, but they didn't have the power to change things. All and all, Grizzleton was not a great place to live in. Aside for Count Grizzle and his lackeys, everyone would love to just leave and never look back, but, for one reason or another, doing just that was nothing more than a pipe dream.

Young orphaned servant Wish Bear had lived in Grizzleton since as long as she could possibly remember and often dreamt of leaving this town behind. It helped her keep going as she worked. Ever since she was a little cub, she would save every coin that she could get her paws on, so she could buy her freedom and live a merry life somewhere else. But surely, she should have had enough money by now, so why is she still here after all these years? A pair of young cubs were put under servitude and she took it upon herself to put them under her wing.

Someday, when she finally has enough money, she'll buy their freedom, so they can leave and start over new. Sure, she wasn't completely sure of what she should do for the rest of her life, but she is determined to make their dreams come true.

Today was one of those rare days where everyone could have a break from working and they decided that the best way to spend their newfound free time was by having a festival with costumes, games, music, dancing and food. Perhaps a tad ambitious, but this was their first break since the last time they had a break, aside from nightly rest, of course. They all just wanted to make it count.

The twins were so excited about the festival that they made their own costumes for the occasion. Wish, herself, had a nice enough yellow dress with a blue bow on the front saved for just such an occasion. Using a pair of butterfly wings she made, a few daisy chains and a yellow hairbow, she managed to transform herself from an ordinary orphan girl into a fair fairy.

Ready for the festival, she started down the familiar path into town. She wanted to take the twins herself, but they already left, so she's on her own. Nothing out of the ordinary here until...

"HEY!" cried out a cheerful yet completely unfamiliar voice. Startled, Wish turned around at the sound and saw a bear her age, running up to her. He was wearing a highly realistic scarecrow costume and was so excited that he almost ran into her. Aside from the costume, which now that she thought about it looked familiar, the first thing she noticed about the stranger was this wide joyful smile he had. Sure, she and the twins tended to smile a lot, especially lately since they are so close to finally making their dream a reality, but this guy somehow made their smiles look like frowns.

Still, she did find his smile to be very charming and she knew she had to say something to him, now that he's in front of her, "He-hello."

"Hi!" he chirped back excitedly.

Wish then tried to think of this scarecrow could possibly be. She knew just about everyone who lived in town, including the count whom she really REALLY wished she didn't, but she kept drawing a blank on who this bear could be. So, she asked him, "So..., are you from out of town?"

"Yep!"

That was a surprise. Nobody ever goes to Grizzleton willingly unless they really had to, and even, people try to avoid doing so. Yes, Grizzleton is that bad a place. Suddenly, Wish felt pity for the stranger. He was going to lose that lovely smile soon enough. So she asked him, "So, what are you in for?"

"Huh?" he asked, smile dropping from his face in his confusion. What? No! At least, go into town proper before frowning. Honestly, Wish couldn't possibly be as bad as her own boss, could she?

Wish then explained, looking down at her paws, "Nobody ever goes to Grizzleton willingly." A fact that was known by everyone, whether they lived there or not. Even Count Grizzle knew this though he didn't care about anything other than himself and getting what he wants. "Everyone here would love to move away, so why are you here?"

The stranger's eyes widened as he remembered that. _"Ahhh! How could I forget?!"_ he screamed in his head. When he looked back at Wish, he cleared his throat and casually said, "Just passing through."

"But you're in costume?"

"Costume?" he looked at her, confused for a second before that was gone and quickly muttered, "I heard a rabbit and an elephant talking about it, so I had my friend, ol' Grumpus help me with making this thing," gesturing to himself.

"So you're just here for a celebration?" Wish asked in understanding. Before the scarecrow could answer, Wish, upon realising what her companion just said, freaked out, "Grumpus?! As in Farmer Grumpy Bear?!"

Grumpy Bear was a bear who lived on a small farm atop a hill just outside of town. It wasn't very often that he would even bother to go into town, but that didn't stop him being infamous, thanks to his own personality. There were quite a few rumors swirling around him, but he didn't seem to notice or care. The rumors didn't stop Wish from sneaking into Grumpy's farm at night, but she had very good reason and even she was wary of him.

"Yeah, he's great!" the scarecrow beamed, giving no thoughts about this.

"No way," she breathed. Maybe everyone was wrong about the farmer. After looking at the stranger, intrigued, she finally introduced herself, "I'm Wish Bear."

"Hi, Wish, I'm Scarecrow," he automatically said, going as far as taking off his old hat and bowing to her, as if she, of all people, was actually worth something. Suddenly, his eyes widened in horror as he mentally slapped himself across the face. But when Wish giggled, saying, "Oh, I get it, you're in character," Scarecrow let out a sigh of relief. "You know, if Grumpy made your costume," she commented, offhandedly, "That explains why you look just like my scarecrow." She then took him by the paw and led him down the path into town, citing that they didn't what to be miss the festival.

Scarecrow, upon hearing what she called him, was completely awed as he touched his face, whispering softly, "Your scarecrow?" while being dragged away by Wish. Nothing could stop his silly grin from spreading.

* * *

It didn't take long for the pair to get into town. And there it was, The Festival. It was clear that everyone worked so hard whether it was setting up, creating prizes, playing music or prettying up the ugly old town. The buildings were still very shabby looking no matter what anyone could do, but there was so much excitement in the air that that was all forgiven.

Scarecrow was busy looking at everything and everyone, curiously. It was as if he never seen so much of anything before. He saw just so amazed by it all. Wish couldn't resist giggling at his reactions.

Sitting on a crate nearby was a young maid admiring herself in her old hand mirror. Shame, the lilac-pink furred beauty was meant for far more than just being a simple maid. As she kept adjusting her mirror while preening herself, she noticed a scarecrow walking by in the reflection.

"What the-!" she cried out in surprise, almost falling over. Turning around, she saw her dear friend, Wish Bear with some guy wearing a scarecrow costume. For a second, she thought that it was a real scarecrow come to life. Gracefully, clearing her throat, she greeted, "Oh, why, hello Wish," then glanced at the stranger, adding, "Who's your friend?"

"Oh, hi Me Bear," Wish greeted back, then gestured to her new friend, "This is Scarecrow." Scarecrow tried to hide his dismay at being called that. Wish then looked at Me over, asking, "Well, I'm confused, you have a day-off and yet, you're wearing your maid dress."

Me then looked back at her reflection in her mirror, saying, "Well, I can't help it if I look gorgeous in this dress," glancing back at the pair, she shrugged, "Besides, this is the only good looking dress I own."

Nodding, Wish then told her friend, "Well, Me Bear, we gotta go," grabbing Scarecrow's paw to lead him, "There's so much he wants to see. Bye!"

"Goodbye! Have fun and behave, you two!"

After that meeting with Me Bear, Wish took it upon herself to introduce her new friend to everybody at the festival, especially since it was obvious that he wasn't from around these parts. Scarecrow, while still trying to figure out a real decent name to call himself, was thrilled. Finally, a chance to meet people.

While walking around and talking to everyone, at a nearby game booth, Wish spotted the cutest things: colorful stuffed toys that each seemed to be based on most of the people living in town. She just had to coo at them, not that she need one but they were just so cute.

"Work of Heart?" she asked the bear manning the booth, "How did you manage to make all these so fast?"

The extremely unconventional colored bear simply smiled as she casually replied, "Oh, I had help, but if you want one, then you're gonna have to win my game." She then gestured to the game she had set up.

Wish then looked longingly at one of the plush bears, one of the yellow ones, before saying, "Alright, I'll-!" before getting cut off by a sudden noise. Both Wish and Work of Heart look at Scarecrow in surprise.

"Um, did I win?" he asked, a little confused. A little earlier, he spotted a tan furred bear wearing mostly blue playing that game and winning a bear for his pink friend in a yellow dress. So, Scarecrow did what that guy did.

"Uh, yeah, you did," Work of Heart said, a little lost for words for the newcomer. To Wish, she asked, gesturing to him, "He's with you, right?"

"Of course!"

"Then, I guess you can pick out a prize," Work of Heart replied, still surprised, shrugged it off, accepting this. She already saw that her turquoise friend already had her eyes on one of the yellow bears and barely held back a smirk when she actually snatched the thing up.

"Look, Scarecrow," Wish excitedly cried out, practically shoving the toy bear into his face. She looked so happy and Scarecrow knew that he liked it when she's happy. Sure, winning a prize isn't anything like earning the money that'll buy their freedom, but just knowing that he made her smile made him feel all warm and fuzzy where his heart was supposed to be. He just had to smile back at her.

"Yeah, that's a stuffed toy, alright."

"A stuffed toy that reminds me of you," she corrected, stilling laughing excitedly, "I'll bet that this is what you look like under your costume. She then looked the toy over, commenting, "Well, except for that silly looking sun on the belly." Looking back, every one of the stuffed animals had some sort of symbol stitched on the bellies. "Don't know what that's all about."

Work of Heart, who had watched this display with keen interest, suddenly explained, "We couldn't really afford to make clothes for the toys," gesturing to the stuffed animals, "And looking at the blankness of their tummies, it was obvious that they needed a something." Her bright orange eyes twinkled as she added, "Besides, the symbols just feel right for some reason."

"Yeah," Scarecrow nodded in agreement, surprisingly understanding what she's talking about, "You really get a feel for their personalities."

"Why, thank you, Strange Bear I Never Met Before."

Wish, wanting to go back to her earlier conversation, said, "Well, I wanna name my bear after you."

Frowning slightly, Scarecrow asked, "You're not gonna call it 'Scarecrow, are you?"

"No," she replied, looking up at him, eyes twinkling brightly, "I want to name it after your real name." Man, she looked so ridiculously cute when she did that. "You will tell it to me, will you?"

Okay, Scarecrow had basically known Wish for years, even though, she had no idea, and she never looked at him or talked to him like that before. Which made since considering the circumstances. He wasn't sure how to react this scary cuteness that is Wish Bear. She just wanted his real name, which he didn't really have and still hadn't come up with one. Curse his head full of straw, why couldn't he have a brain? Well, besides the real obvious answer.

He took the toy and stared at it, knowing that this could either make or break him. Looking at the sun on the toy's tummy, Scarecrow was reminded of a comment that Grumpy once made about his personality, something about him being weirdly sunny. _'Sunny, huh?'_ he thought to himself, _'Sunshine Bear...?'_ He quickly shook his head in distaste, _'No good.'_ He kept on looking at this stuffed toy until it hit him.

"Funshine Bear," he breathed. Looking back up at the girls, he said, loudly, "I'm Funshine Bear."

"Perfect!" cheered Wish, taking back the toy while Work of Heart had an eyebrow raised at him since it honestly looked like he really had to think about his own name. Still, Funshine is a very fine name whether they're a stuffed toy or a real bear. Maybe even a battered burlap sack could appreciate it.

Wish waved her multi-colored friend goodbye as she took the now-named Funshine Bear by the paw and walked away. She was now in the need for something cold and sweet and there was one person in the whole town whole town who could supply with a treat that could satisfy her: Amigo Bear.

It took some looking around, but they eventually found him, wearing a white mask with a black hat and cape, among with some nice clothes.

"What are you supposed to be?" asked Funshine suddenly, very confused.

"Un fantasma," the masked red-orange bear automatically replied in his native language before noticing that the burlap-looking bear who was definitely someone he didn't know. Not noticing this, the scarecrow grinned as he commenting, "Classy."

Wish then explained to him, "This is Funshine, he's not from around here," while Funshine nodded, saying hi.

Eyes widening in surprise, Amigo grabbed a hold of the newcomer's paw to shake it to introduce himself, "Amigosito, but everybody calls me Amigo Bear."

Amigo was one of those 'lucky' people who was sent Grizzleton and was stuck there along with everyone else. Thankfully, Count Grizzle happened to like what he sells. But Amigo, as nice a guy as he is, was still sore at the count for tripping him and causing him to crash into this really cute flower girl. All thanks to that embarrassing first impression, she probably thinks he's just some clumsy fool. Granted, he never did work up the nerve to go up to her afterwards.

Wish, out of nowhere, asked, "Are you going to ask Sweet Sakura for a dance?"

Not noticing Amigo's sudden sputtering, Funshine cheerfully added, "She's really nice, I like her flowers."

Still very unsure, he hesitantly smiled at the pair and told them, "I'll think about it."

They smiled and would have said their goodbyes if Amigo hadn't noticed that Funshine didn't try one of his treats. "Don't you want some, too?"

"Oh, no thanks," he replied while thinking to himself, _'Yeah, bad idea eating that, but it looks so good.'_

"Are you sure?"

Amigo did try to insist, but, in the end, they all waved their goodbyes and moved on. Wish and Funshine since went on to play some games and won some prizes, which, for the most part, were baskets of flower, food, homemade things, really. If all goes well, Wish and the twins will have a feast for everyone who worked at the mill. As for Funshine, he could just give his food to Grumpy.

Eventually, Wish led Funshine to one of her closest friends in the whole town, Love-a-Lot Bear. Wish knew that she would have a booth set up, being a fortune teller and a very good one at that. When they finally found her, the bright pink furred bear had just finished telling a fortune to someone. Normally, she would be wearing a dress similar to what Me Bear was wearing, but for today, she wore a simple white dress with feathery looking wings. She also had this white bandana wrapped around her head as usual. She smiled at them as she suddenly asked, "Hey, Wish, what did I say about getting attached to a pile of straw?"

"...That it will prove to be a good thing?"

"Good," Love-a-Lot nodded, satisfied. She then faced Funshine, scrutinizing him from head to toe as her bright pink eyes took everything in. He started to feel very uncomfortable about it and would have said something about it, but then suddenly, she clapped her paws as she greeted him, "Why, hello, straw-bear, I don't suppose you'd like your fortune told?"

Funshine then looked back at Wish, who said to him, "Well, go on." So, he sat on the stool in front of the booth and looked down at the setup, curious. There were playing cards face down on the table.

The pink fortune teller then confidently explained to him, "Now, pick a card, any card." He did so, so she took it, closing her eyes as she pressed the card against her forehead and concentrated. Sitting there and not really understanding what she was doing, Funshine looked back at Wish, who simply stood there and smiled.

Love-a-Lot removed the card and stared at the scarecrow as she told him in a serious tone, "All wishes, whether they be for freedom or a real life, will come true. The tyrant shall fall and what was once taken from us shall be restored. But," her eyes narrowed, "For all this to come to pass, a sacrifice for another must be made."

The three then all looked at one another in silence when finally, Wish spoke up with, "Well, what does that mean?"

"Not sure," the fortune teller admitted, shrugging her shoulders, "Not that I always get my own fortunes. Well, at first, anyway." Sighing, she added, "And I was so hoping for something more romantic sounding, because love fortunes are what I'm best at." She then gave Funshine a wink, "Not that he needs it." Smirking, she looked at the pair and confidently commented, "I'm sure that he'll be one of the lucky ones." Chuckling to herself, she asked Wish, "Do you want your fortune told?"

"No thank you, I'm still happy with my last one."

"Ah, yes," Love-a-Lot smiled fondly, remembering it and how it's yet to come to pass, "I gonna miss you."

"Me, too," Wish said, smiling back at her friend. At first, Funshine didn't know what they were talking about until he remembered that as soon as she has enough money, Wish will leave town with the twins, having paid for their freedom. His smile faltered at the thought of never seeing her again, but, on the hand, he was glad, knowing that she will be happier away from this place.

Suddenly, Love-a-Lot encouraged, "Well, don't let this lovely maid keep you, go! Have fun! Pretty sure you both have some dancing to do!"

Laughing, they both shouted happily, "Goodbye Love-a-Lot and thank you!" With that, the scarecrow and the fairy practically raced towards wherever the dance was being held.

There was much merriment where the dance was being held. The music was loud and danceable. Perhaps, a bit too loud, but that was just the way Too Loud Bear liked it. The red bear wearing crazy colorful clothes managed to bring real, good music back into town with the help of the melodious voices of the musical sisters, Harmony and Heartsong Bear.

Hopefully, the count won't shut them down.

There was so much dancing, not very good dancing, but still dancing. These were people who barely had any real hope normally, so why would they know something like knowing how to dance? Honestly, it was amazing that the sisters even knew anything about music, but that was something that is a part of their hearts and souls. The music was simply on their side and nothing could take that away from them.

By the time Wish and Funshine got there, the chaos from the music and the dancing was quite palatable. There was so much joy in the air and it was making Funshine feel right at home while Wish had just realised something kind of important.

"Wish, you wanna dance?" he asked, grinning enthusiastically at her.

She shook her head, sadly revealing, "Oh, I don't know how to dance." There was never a reason for her to learn how and now her new friend was probably now disappointed.

Funshine was overjoyed.

"Come on," he encouraged, smiling another one of his charming smiles, "I can teach you. Easy." Truth be told, he taught himself how to dance. No way someone like Grumpy the Clumsy was going to teach him. But this would the first time he ever danced with an actual partner. Hopefully, he has the skills for this kind of thing.

She was hesitant, but she accepted his offer, taking his paw as he led her to the center of it all. Sensing that she was still nervous, Funshine told her, "Remember, don't move to the music, let the music move you." Wish seemed to relax though she tried to not overthink his advice.

They then looked at each other as they got ready for their dance, gazing warmly into each other's eyes as they began to move. For a guy who never danced with a partner, Funshine was doing alright, though, it was a little weird to be actually holding her in his arms. Wish did the best she could with his advice, but she would sometimes accidentally step on his toes.

"Sorry," she apologised, cringing from embarrassment when she did it again. Funshine blinked in confusion as he didn't know what she was apologizing for. Wish chalked it up to being one of the few people here in town wearing boots.

Not only that, there were times where Funshine's sticks would be poke Wish while they were dancing. That was the price of having such a great costume, she figured. At first, she kept it to herself, especially since her partner didn't seem to notice when she would step on him, but he did start to notice something.

"What's wrong?" he asked, getting concerned. Wish tried to stay silent, but, in the end, she just had to admit it.

"Your sticks..., they're poking me."

Eyes widening at this, the scarecrow suddenly let go of her and started wringing his gloved paws together as if that would help. When he stopped, he caught her staring and flashed her a somewhat embarrassed grin, offering his paw again. He couldn't guarantee that his sticks wouldn't poke her, but he tried his best. Nodding, she took his paw and they went back to their dancing.

Finding courage and gathering strength in each other's arms, the world seemed to fade away. It wasn't like they were that amazing and there was no way that they were good enough for a contest yet, but it didn't matter to them, they were having a very good time at the festival and not even the count could shut them down.

* * *

By the time, the festival ended, it was getting pretty late and yet, no one had any regrets. Maybe, by morning, they will.

Funshine had walked Wish and the twins back to the old shack that they had to live in. Those bears deserved better. Now that Funshine finally met them, he found that Little Hugs and Tugs were everything that Wish said they would be like. The pink and blue twin cubs had their own misadventures at the festival and didn't even ran into them until towards the end. So, each of them had their own prizes.

The twins was intrigued by the stranger, mostly because of the fact that he is a stranger wearing a scarecrow costume, but they quickly accepted him. Partially because he had Wish's approval and also, because he gave them some of his prizes, which included food.

"We're gonna have a feast!" Hugs squealed happily to her brother, which got him very excited.

Both Wish and Funshine chuckled at this. Turning to him, she asked the scarecrow, "So, will we ever see you again?"

Funshine laughed as he mischievously answered, "Oh, you might, you just won't know it."

In response, she elbowed him, gigging, "Oh, you're awful," not really meaning it. It took him by surprise, but he laughed along with her. He then took off his hat and placed it on her head, saying, "To remember me by."

Wish blushed as she looked up at the old hat that she was now wearing in surprise. She then locked eyes with him and with a small smile, softly said, "Thank you."

"You're welcome," he smiled. Before things could even have a chance to get awkward, Funshine already began to go on his way, but not before waving to them, "See ya round!"

"Bye!" Wish and the twins cried out as they waved back, watching their new friend go. Wish had a great time at the festival, maybe it was a sign of things to come. Maybe she really will see Funshine again. It really did feel like she's known him before. But, that could just been because of his costume, which really did make him look just like her scarecrow.

When he was out of sight, she looked back at the twins, smiling so sure, assured them, "We'll see him again, I just know it." They then headed back inside, knowing that they'll have a long day ahead of them tomorrow.

Funshine was practically jumping for joy as he excitedly made his way back to Grumpy's farm, just outside of town, with his prizes. He stopped when he got to the front door of the house and tried his best to calm himself, knowing that he wasn't supposed to go to the festival. But since he was never caught, he figured that he could just sneak his way into the house.

He quietly whispered to himself, "He's probably asleep by now," and when he was ready, he slowly opened the door and quietly walked inside. All was quiet and dark until...

Someone loudly cleared their throat and turned the lights back on, giving the poor scarecrow a heart attack. Well, he would have a heart attack if he actually had a heart. Frantically looking around for the source, Funshine spotted Grumpy, dressed in his regular white shirt under his grey vest with matching gray pants, just sitting in his chair, drinking a hot drink out of his mug. He had a very unimpressed look on his face.

"Oh, hi Grumpy," Funshine nervously greeted as he rubbed the back of his neck, "Got you lots of food, I know how much you like that stuff." He knew that he was definitely in trouble now.

"Scarecrow," Grumpy gruffly said, after a bit of silence, "You're lucky I didn't drag you back." He did raise an eyebrow at that scarecrow missing his hat, but he didn't bother questioning it, figuring that he had another hat lying around.

"Hmm... Not sure how Wish would've taken it," Funshine thoughtfully mused, "I think I made a pretty good impression on her." He smiled as he put his paws on his hips as he said this.

"Oh yes, I'm sure the girl who always sneaks onto the farm loves you more than she loves bagels and cream cheese," the farmer sarcastically commented, giving the scarecrow a good old fashion eye roll. To which, the scarecrow blinked at him, confusedly, "I don't think she ever had a bagel before."

Grumpy groaned.

Funshine then set to work, putting the food prizes on the table, chuckling along the way. Watching this made Grumpy curious, so he asked him, "What's so funny?" A part of him honestly feared the answer.

"Oh, you see, at the festival, I met so many new people," he started, smile slowly turning into a sly smirk, "Including a certain blue rabbit girl." Grumpy's eyes widened slightly as he heard this as he would never let that show. _'Oh no,'_ he thought to himself. "So I put in a good word for you." Grumpy then realised that he was right to fear the answer, though, he only showed it for a second.

Looking for a way to change the subject, Grumpy remembered that people wore costumes at this festival, which was something that his scarecrow lacked. So he asked him, "Did everyone really think you were actually wearing a costume?"

"Yep."

"Okay, get comfortable," Grumpy casually said, gesturing to the other chair in the room, "I wanna hear about your day."

"Um, okay," Funshine shrugged as he sat down on the chair. Then he grinned as he was excited at the thought of telling his friend about his day, "First thing's first, my name is now Funshine Bear..."

* * *

A few nights later, Wish snuck into the farm. She may never remember why she chose Grumpy's farm as a good hiding spot for her coins, but, at least, no one would ever think to look there. Besides, she always saw the old scarecrow, her scarecrow, as someone who could protect her money, even though she knew that it was just a scarecrow.

When she dug up her jar filled with coins, she looked up at the scarecrow, noticing how it looked so much like Funshine's costume. It seemed to smile wider than the last time she saw it. _'Scarecrow sure likes to smile,'_ she thought to herself as she giggled at the irony of someone like Grumpy making such a happy looking scarecrow.

There was something really different about her scarecrow tonight. She could tell, but she didn't know what. It took a few moments, but she finally saw it: That scarecrow was wearing a new hat. Grumpy never changed the hat before.

 **The End**

* * *

 **I'm sorry (not sorry) but I always loved that bit about bagels and cream cheese from the movie, so I had to reference it.**

 **Well, this was fun, so maybe I will seriously do something with this AU. See ya later, dudes.**


End file.
